SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
FILED PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: June 1, 2001
COMMISSION FILE NUMBER 0-14703
NBT BANCORP INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 16-1268674
(State of Incorporation) (I.R.S. Employer Identification No.)
52 SOUTH BROAD STREET NORWICH, NEW YORK 13815
(Address of Principal Executive Offices)(Zip Code)
Registrant's Telephone Number, Including Area Code: (607)-337-2265
N/A
(Former Name or Former Address, If changed since last Report)
Item 5 - Other Events
We attach the registrants press release of June 1, 2001 announcing that the
merger of First National Bancorp, Inc. with and into NBT Bancorp Inc. was
completed on June 1, 2001.
Item 7 - Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not Applicable.
(b) Not Applicable.
(c) Exhibits.
The following exhibits are filed with this Current Report or
incorporated by reference into this Current Report on Form 8-K:
Exhibit
Number Description
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99.1 NBT Bancorp Inc. press release dated June 1, 2001.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report on Form 8-K to be signed on its behalf by
the undersigned thereunto duly authorized, this 4th day of June, 2001.
NBT BANCORP INC.
/s/ Michael J. Chewens
By: ______________________________________
Michael J. Chewens
Executive Vice President
EXHIBIT 99.1
NBT Bancorp Inc. Press Release dated June 1, 2001.
Page 1 of 2
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FOR IMMEDIATE RELEASE
ATTENTION: FINANCIAL AND BUSINESS EDITORS
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NBT Contact: Daryl R. Forsythe
607-337-6416
Filed by NBT Bancorp Inc.
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12 under the
Securities Act of 1934.
Subject Company: First National Bancorp, Inc.
Commission File No.: 000-14703
NBT BANCORP COMPLETES MERGER WITH FIRST NATIONAL BANCORP
NORWICH, NY (JUNE 1, 2001) - NBT Bancorp Inc. (NBT) announced that the
merger of First National Bancorp, Inc. (FNB) with and into NBT was completed
today. The merger agreement also included the merger of FNB's subsidiary, the
First National Bank of Northern New York, into NBT Bank, N.A.
"We are pleased to welcome the employees and customers of the First
National Bank of Northern New York into our company," commented NBT President
and CEO Daryl R. Forsythe. The six offices of the First National Bank of
Northern New York, located in Canton, Malone, Massena, Norfolk, Ogdensburg and
Potsdam, will continue to conduct business as such until the systems conversion
scheduled for this summer has been completed. At that time, they will become
offices of NBT Bank.
Thomas E. Place, President of the First National Bank of Northern New York
stated, "We are pleased to have completed this merger and secured for our
customers a relationship with an institution that is committed to community
banking and the delivery of quality products and service." Place will retire
from his position at the close of business today following a 41 year banking
career, including 16 years serving the First National Bank of Northern New York.
Martin A. Dietrich, President and Chief Operating Officer for NBT Bank,
added, "We are excited about our opportunity to build on the tradition of
community banking established by the First National Bank of Northern New York.
When the systems conversion is completed this summer, our new customers in the
North Country will have access to an expanded array of financial products and
services and a larger network of bank offices and ATMs." Following the
conversion, NBT Bank will conduct business from 12 offices and nine ATMs in
Clinton, Essex, Franklin and St. Lawrence Counties. NBT Bank's physical network
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will include a total of 43 community bank offices in 12 Upstate New York
counties and 61 ATMs.
NBT Bancorp is a financial services holding company headquartered in
Norwich, New York with combined assets of $2.6 billion at March 31, 2001. The
company currently operates through three full-service community banking
divisions and a financial services company, including NBT Bank with 37 locations
serving Central and Northern New York, First National Bank of Northern New York
with six locations, Pennstar Bank with 40 locations in Northeastern
Pennsylvania, and NBT Financial Services, Inc., which includes M. Griffith,
Inc., and Pennstar Financial Services, Inc.
Forward-Looking Information
This news release contains forward-looking statements. These
forward-looking statements involve risks and uncertainties and are based on the
beliefs and assumptions of the management of NBT Bancorp and its subsidiaries
and on the information available to management at the time that these statements
were made. There are a number of factors, many of which are beyond NBT's
control, that could cause actual conditions, events or results to differ
significantly from those described in the forward-looking statements. Factors
that may cause actual results to differ materially from those contemplated by
such forward-looking statements include, among others, the following
possibilities: (1) competitive pressures among depository and other financial
institutions may increase significantly; (2) revenues may be lower than
expected; (3) changes in the interest rate environment may reduce interest
margins; (4) general economic conditions, either nationally or regionally, may
be less favorable than expected, resulting in, among other things, a
deterioration in credit quality and/or a reduced demand for credit; (5)
legislative or regulatory changes, including changes in accounting standards,
may adversely affect the businesses in which NBT is engaged; (6) costs or
difficulties related to the integration of the businesses of NBT and its merger
partners may be greater than expected; (7) expected cost savings associated with
recent and pending mergers and acquisitions may not be fully realized or
realized within the expected time frames; (8) deposit attrition, customer loss,
or revenue loss following pending mergers and acquisitions may be greater than
expected; (9) competitors may have greater financial resources and develop
products that enable such competitors to compete more successfully than NBT; and
(10) adverse changes may occur in the securities markets or with respect to
inflation. Forward-looking statements speak only as of the date they are made.
NBT Bancorp does not undertake to update forward-looking statements to reflect
subsequent circumstances or events.
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